Terms & conditions

Effective Date: November 1, 2019

Terms & conditions - Smart Deskpal

PLEASE READ THIS TERMS OF SERVICE AGREEMENT CAREFULLY. SMART DESKPAL, INC. D/B/A Smart Deskpal (“Smart Deskpal”/“WE”/“US”/“OUR”) OWNS AND OPERATES THE WEBSITE LOCATED AT HTTPS://Smart Deskpal.COM/ (“WEBSITE”), AND ANY SUBDOMAINS USED IN CONNECTION WITH OR RELATED TO THE SAME, AND THE Smart Deskpal MOBILE APPLICATION (THE “APP”). THESE TERMS OF SERVICE APPLY TO ALL USERS OF THE WEBSITE, INCLUDING USERS WHO UPLOAD ANY MATERIALS TO THE WEBSITE, USERS WHO USE SERVICES PROVIDED THROUGH THIS WEBSITE, USERS WHO DOWNLOAD THE APP AND USERS WHO SIMPLY VIEW THE CONTENT ON OR AVAILABLE THROUGH THIS WEBSITE. YOU MUST BE AT LEAST EIGHTEEN (18) YEARS OLD TO USE THE WEBSITE AND APP. BY ACCESSING, BROWSING AND USING THIS WEBSITE AND/OR THE APP, YOU INDICATE THAT YOU HAVE READ AND ACCEPT THESE TERMS OF SERVICE. IF YOU DO NOT ACCEPT THESE TERMS OF SERVICE, THEN DO NOT USE THE APP OR THIS WEBSITE OR ANY OF THEIR CONTENT OR SERVICES. THE TERM “YOU” OR “YOUR” REFERS TO THE INDIVIDUAL OR LEGAL ENTITY, AS APPLICABLE, IDENTIFIED AS THE USER WHEN YOU’RE REGISTERED ON THE WEBSITE. IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS OF SERVICE, YOU MAY NOT ACCESS OR USE THIS WEBSITE OR THE SERVICES. PLEASE BE AWARE THAT SECTION 20 OF THIS AGREEMENT, BELOW, CONTAINS PROVISIONS GOVERNING HOW CLAIMS THAT YOU AND WE HAVE AGAINST EACH OTHER ARE RESOLVED, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS THAT AROSE OR WERE ASSERTED PRIOR TO THE EFFECTIVE DATE OF THIS AGREEMENT. IN PARTICULAR, IT CONTAINS AN ARBITRATION AGREEMENT WHICH WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN US TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT: (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING; AND (2) YOU ARE WAIVING YOUR RIGHT TO SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL ON YOUR CLAIMS. ANY DISPUTE OR CLAIM RELATING IN ANY WAY TO YOUR USE OF THE SITE WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF MESA, AZ WITHOUT GIVING EFFECT TO ANY PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANY OTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS EXPRESSLY EXCLUDED FROM THIS AGREEMENT. IF YOU SUBSCRIBE TO THE SERVICES FOR A FREE TRIAL, AND DO NOT CANCEL THE SUBSCRIPTION PRIOR TO THE END OF THE FREE TRIAL PERIOD, THE TERMS WILL BE AUTOMATICALLY RENEWED ON A MONTHLY BASIS AT SMART DESKPAL'S THEN-CURRENT FEE FOR SUCH SERVICES UNLESS YOU OPT OUT OF THE AUTO-RENEWAL / DECLINE TO RENEW YOUR SUBSCRIPTION IN ACCORDANCE WITH SECTION 3 BELOW. IF YOU SUBSCRIBE TO THE SERVICES UNDER A SUBSCRIPTION PLAN FOR A TERM (“INITIAL TERM”), THEN THOSE TERMS WILL BE AUTOMATICALLY RENEWED FOR ADDITIONAL PERIODS OF THE SAME DURATION AS THE INITIAL TERM AT SMART DESKPAL'S THEN-CURRENT FEE FOR SUCH SERVICES UNLESS YOU OPT OUT OF THE AUTO-RENEWAL/DECLINE TO RENEW YOUR SUBSCRIPTION IN ACCORDANCE WITH SECTION 3 BELOW. IF YOU ARE ACCEPTING THESE TERMS OF SERVICE ON BEHALF OF A CORPORATION OR OTHER ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE NECESSARY RIGHT AND AUTHORITY TO ENTER INTO THESE TERMS OF SERVICE ON BEHALF SUCH CORPORATION OR ENTITY AND TO BIND SUCH CORPORATION OR ENTITY TO THESE TERMS OF SERVICE. PLEASE NOTE THAT THESE TERMS OF SERVICE ARE SUBJECT TO CHANGE BY SMART DESKPAL IN ITS SOLE DISCRETION AT ANY TIME. When changes are made, Smart Deskpal will make a new copy of the Terms of Service available at the Website and within the App and any new, supplemental terms will be made available from within, or through, the affected Service on the Website or within the App. We will also update the “Last Updated” date at the top of the Terms of Service. If we make any material changes, and you have registered with us to create an account we will also send an e-mail to you at the last e-mail address you provided to us pursuant to the Terms of Service. Any changes to the Terms of Service will be effective immediately for new Users of the Website, the App and/or Services and will be effective thirty (30) days after posting notice of such changes on the Website for existing Users, provided that any material changes shall be effective for Users who have an account with us upon the earlier of thirty (30) days after posting notice of such changes on the Website or thirty (30) days after dispatch of an e-mail notice of such changes to registered Users (defined in Section 2 below). Smart Deskpal may require you to provide consent to the updated Terms of Service in a specified manner before further use of the Website, the App and/or the Services is permitted. If you do not agree to any change(s) after receiving a notice of such change(s), you shall stop using the Website, the App and/or the Services. Otherwise, your continued use of the Website, the App and/or Services constitutes your acceptance of such change(s). PLEASE REGULARLY CHECK THE WEBSITE TO VIEW THE THEN-CURRENT TERMS The Service. The Smart Deskpal service enables users to run a mobile service business including without limitation CRM, scheduling, billing, invoicing and payment integration functions, as well as the Smart Deskpal payment processing service, all as further described on the Website (the “Service”) and the underlying hardware, software, network storage and related technology required to run the Service is provided by Smart Deskpal and its third party vendors and hosting partners. Registration. You must provide your full legal name, a valid email address and any other information requested in order to complete the signup process and access certain features of the Website, App and/or Service. You may also access the Website, App and/or Service by accessing certain social networking services (“SNSs”) through which you have connected to the Website (each such account, a “Third-Party Account”), or an account with the provider of the App for the User’s mobile device. Any personal information provided by you as part of the sign up process for the Service will be used and stored in accordance with the Smart Deskpal Privacy Policy. We also collect email addresses from any users of the Service (the “User”) that downloads content from the Website. If you register for the Service on behalf of a business organization, that business organization will be the legal and beneficial account owner. For the purpose of these Terms of Service, regardless of whether you register for an account as an individual, or on behalf of an organization, the billing contact person will be the default account owner (the “Account Owner”). The Account Owner will have certain rights within the account, including the right to cancel the account, delete information from the account and appoint administrators. Notwithstanding anything to the contrary contained herein, you acknowledge and agree that the term Account Owner does not convey or connote ownership rights or any other property interest in an account, even where you are designated as the Account Owner, and you further acknowledge and agree that all rights in and to your account are and shall forever be owned by and inure to the benefit of Smart Deskpal. Although the Account Owner can also appoint a new Account Owner if the billing contact is not the appropriate person to manage the account, in the event of a dispute regarding entitlement to access an account, we reserve the right to request documentation to determine or confirm account ownership. Documentation may include, but is not limited to, a scanned copy of your business license, government issued photo ID, the last four digits of the credit card on file, etc. Smart Deskpal retains the right to determine, in our sole judgment, who the rightful Account Owner is and may transfer an account to the person we consider is the rightful Account Owner. If we are unable to reasonably determine the rightful Account Owner, Smart Deskpal reserves the right to temporarily disable an account until resolution has been determined between the disputing parties.If you access the Website, App and/or Service through a SNS as part of the functionality of the Website, the App and/or the Services, you may link your account with Third-Party Accounts, by allowing Smart Deskpal to access your Third-Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third-Party Account. You represent that you are entitled to disclose your Third-Party Account login information to Smart Deskpal and/or grant Smart Deskpal access to your Third-Party Account (including, but not limited to, for use for the purposes described herein) without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Account and without obligating Smart Deskpal to pay any fees or making Smart Deskpal subject to any usage limitations imposed by such third-party service providers. By granting Smart Deskpal access to any Third-Party Accounts, you understand that Smart Deskpal may access, make available and store (if applicable) any information, data, text, software, music, sound, photographs, graphics, video, messages, tags and/or other materials accessible through Website, App and/or Service (“Content”) that you have provided to and stored in your Third-Party Account (“SNS Content”) so that it is available on and through Website, App and/or Service via your account. Unless otherwise specified in the Terms of Service, all SNS Content shall be considered to be User Content (defined in section 4) for all purposes of the Terms of Service. Depending on the Third-Party Accounts you choose and subject to the privacy settings that you have set in such Third-Party Accounts, personally identifiable information that you post to your Third-Party Accounts may be available on and through your account on Website, App and/or Service. Please note that if a Third-Party Account or associated service becomes unavailable or the third-party service provider terminates Smart Deskpal’s access to such Third-Party Account, then SNS Content will no longer be available on and through Website, App and/or Service. If you decide at any time that you no longer wish to have your Third-Party Account linked to your account, please contact us at info@Smart Deskpal.com. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD-PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD-PARTY SERVICE PROVIDERS, AND SMART DESKPAL DISCLAIMS ANY LIABILITY FOR PERSONALLY IDENTIFIABLE INFORMATION THAT MAY BE PROVIDED TO IT BY SUCH THIRD-PARTY SERVICE PROVIDERS IN VIOLATION OF THE PRIVACY SETTINGS THAT YOU HAVE SET IN SUCH THIRD-PARTY ACCOUNTS. Smart Deskpal makes no effort to review any SNS Content for any purpose, including but not limited to, for accuracy, legality or non-infringement, and Smart Deskpal is not responsible for any SNS Content. Fees, Payments, Refunds, Upgrading and Downgrading. Information on the current fees for users who are registered for the Services can be found in the billing section of Your account. If you are a new User or prospective User of the Service and would like more information about our pricing models and products, please see our pricing page, located at https://Smart Deskpal.com/pricing/. From time to time, we may offer a free trial of the Service, in our sole discretion. A valid credit card is required for paying accounts. If you sign up for a monthly paid account, and you don’t cancel that account before the end of any provided trial period, you will be billed starting on the first day following the trial period. If you cancel prior to the processing of your first invoice (i.e. up to and including the last day of your free trial), your access to the Services will terminate, and your credit card will not be charged. Automatic Renewal. Your subscription will continue indefinitely until terminated in accordance with the Terms of Service. After your initial subscription period, and again after any subsequent subscription period, your subscription will automatically commence on the first day following the end of such period (each a “Renewal Commencement Date”) and continue for an additional equivalent period, at Smart Deskpal’s then-current price for such subscription. You agree that your account will be subject to this automatic renewal feature unless you cancel your subscription at least thirty (30) days prior to the Renewal Commencement Date (or, in the event that you receive a notice from Smart Deskpal that your subscription will be automatically renewed, you will have thirty (30) days from the date of the Smart Deskpal notice), by logging in and going to the “Cancel your account” section of your “Account and Billing” page or by notifying Smart Deskpal of the intended termination by phone.The Service is billed in advance on a monthly basis and is non-refundable. If you sign up for an annual paid account, we will bill you for the entire year on the date that you sign up for this account. There will be no refunds or credits for partial months of service, upgrade or downgrade refunds, or refunds for months unused with an open account. In order to treat everyone equally, no exceptions will be made. All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties. If you upgrade your account, this will trigger a pro-rated charge which will be processed immediately using the payment method you have provided. If you downgrade your account, we will adjust your fees down as of the next billing cycle. Downgrading your Service may cause the loss of User Content, features, or capacity of your account. Smart Deskpal does not accept any liability for such loss. If you cancel the Service before the end of your current paid up month, your account will remain open until the end of the then-current billing cycle, after which the cancellation will take effect and you will not be charged for the next month or be able to access your account. Prices of all Services, including but not limited to monthly subscription plan fees to the Service, are subject to change upon 14 days’ notice from us. Such notice may be provided by email or through an in-App notification.Smart Deskpal Payments. The Service may include access to a white-labelled payment solution which will be called “Smart Deskpal Payments,” which assists Users with accepting and processing payments from customers, and which is provided by one of Smart Deskpal’s third party service providers, Stripe, on behalf of Smart Deskpal. Smart Deskpal Payments is made available to customers in good standing, and at the sole discretion of Smart Deskpal. Smart Deskpal reserves the right to collect certain additional information from customers in order to provide this service. Smart Deskpal Payment fees are set forth at https://Smart Deskpal.com/features/payments/. We reserve the right to revise our fees at any time, subject to a fourteen (14) day notice period to you. Payment Services Features. If you register for Smart Deskpal Payments, Smart Deskpal Payments will be able to process credit card through your Smart Deskpal account, process full credit card refunds, and allow your end users to process payment via email. Smart Deskpal Payments will also store and manage end user credit cards, permit you to view transactions, deliver automated receipts, receive notification of payment disputes. STRIPE CONNECTED ACCOUNT AGREEMENT. IN ORDER TO USE SMART DESKPAL PAYMENTS, YOU MUST FIRST AGREE TO THE STRIPE CONNECTED ACCOUNT AGREEMENT AND THE STRIPE SERVICES AGREEMENT APPLICABLE IN YOUR JURISDICTION, AND WHICH ARE HEREBY INCORPORATED BY REFERENCE INTO THESE TERMS OF SERVICE. BY ORDERING OR REGISTERING FOR SMART DESKPAL PAYMENTS, YOU HEREBY REPRESENT AND WARRANT THAT YOU HAVE READ THE STRIPE CONNECT AGREEMENT AND AGREE TO BE BOUND BY ITS TERMS. Accuracy of Information. As between You and Smart Deskpal, you are responsible for all the information you provide in connection with registering for, and using the Smart Deskpal Payments features of the Services. You hereby represent and warrant that you are providing true, accurate, and complete information to Smart Deskpal, and shall fully indemnify Smart Deskpal for any losses, costs, expenses incurred by Smart Deskpal or any third party arising as a result of your failure to provide accurate, timely and complete information. No Liability for Third Party Services. The Stripe Connected Account Agreement is between Stripe and You, and Smart Deskpal shall not have any liability or responsibility for any breach of the Stripe Connected Account Agreement, or any losses, damages, expenses costs or other injuries incurred by You in connection with such agreement. User Authorization. If you subscribe to Smart Deskpal Payments, You hereby authorize Smart Deskpal to collect certain payment information and data (including account and transaction data, and certain personal information about your end users), and to store, use and process such information data for the purposes of providing the Smart Deskpal Payments service. User Covenants. You hereby covenant, represent and warrant that you will not use the Smart Deskpal Payments for any illegal, deceptive or fraudulent activity, including for any illegal businesses, including, without limitation. Smart Deskpal hereby reserves the right, in its sole discretion, at any time, to suspend or terminate Your account if We have a good faith reason to believe You or any end user has engaged in any fraudulent or illegal activities, or are engaging in prohibited business activity, and to provide any relevant information to the applicable authorities in connection with any investigation of the same. Payment Disputes. As between You and Your end users, all payment disputes between You and Your end users arising in connection with Your use of Smart Deskpal Payments are between You and such end users and not you and Smart Deskpal or Smart Deskpal and your end users. Smart Deskpal shall not be liable or responsible in any way for any payment dispute between you and any third party that uses the Smart Deskpal Payments feature to process payments via your subscription for the Service. You hereby agree to indemnify, defend and hold Smart Deskpal harmless for any costs, damages, claims, losses, expenses, liabilities incurred by Smart Deskpal in connection with any payment dispute arising between You and any end user or other third party. Smart Deskpal limitation of Liability. Because the Smart Deskpal Payments feature is provided and hosted by a third party service provider, we are not responsible for, and expressly disclaim all direct and indirect, incidental, consequential, special or other damages in connection with (i) any technical issues, errors, unavailability or failures, losses, damages, loss of data, lost profits or other losses or claims originating from or arising in connection with the Stripe Connected Account Platform; (ii) any unauthorized access, hacking, tampering with or to your account or the Stripe Services by third parties; or (iii) any software, bugs, viruses, Trojan horses, or other harmful and malicious code that may be transmitted via the Stripe platform. In certain circumstances detailed in the Stripe Services Agreement, Stripe may withhold or delay processing transfers and transactions and Smart Deskpal shall not be responsible in any way for any such action taken by Stripe. Form 1099-K. Unless prohibited by applicable law, you acknowledge and agree that any 1099-Ks may be transmitted to you electronically. Credits. Smart Deskpal may, in its sole discretion, offer credits (“Credits”) to its Users for promotional or other purposes. Credits may only be redeemed for purchases of Services and may not be applied to any previous purchase. Credits are non-transferable, non-refundable, and may not be redeemed for cash. A User’s Credits will expire and will no longer be available on the date expressed in connection with the promotion, on the date such User terminates their subscription with Smart Deskpal, or twelve (12) months from the date the Credits are posted in such User’s account. Smart Deskpal reserves the right to terminate, discontinue, or cancel any promotions under which Credits were issued at any time and in its sole discretion without notice to you. Content. All information, data, text, software, music, sound, photographs, graphics, video, messages or other materials, whether publicly posted or privately transmitted to the Website and App by viewers or users (“User Content”), is the sole responsibility of such viewers or users. This means that the viewer or user, and not Smart Deskpal, are entirely responsible for all such material uploaded, posted, emailed, transmitted or otherwise made available by using the Service. Smart Deskpal does not control or actively monitor User Content and, as such, does not guarantee the accuracy, integrity or quality of such content. Users acknowledge that by using the Service, they may be exposed to materials that are offensive, indecent or objectionable. Under no circumstances will Smart Deskpal be liable in any way for any materials, including, but not limited to, for any errors or omissions in any materials or any defects or errors in any printing or manufacturing, or for any loss or damage of any kind incurred as a result of the viewing or use of any materials posted, emailed, transmitted or otherwise made available via the Service. Restrictions on User Content and Use of the Service. Smart Deskpal reserves the right at all times (but will have no obligation) to remove or refuse to distribute any User Content and to terminate users or reclaim usernames. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce these Terms of Service, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of our users and the public.In using the Website, App and/or Service You shall not: copy any content unless expressly permitted to do so herein; upload, post, email, transmit or otherwise make available any material that: is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful, or racially or ethnically objectionable, encourages criminal behavior, gives rise to civil liability, violates any law, or is otherwise objectionable; You do not have a right to make available under any law or under a contractual relationship; infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party (including privacy rights); use communication features of the Service (or other functionality made available through the Service) to transmit unsolicited or unauthorized advertising, solicitations for business, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation; contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment or data or the Website or that of any users or viewers of the Website or that compromises a user’s privacy; or contains any falsehoods or misrepresentations or create an impression that You know is incorrect, misleading, or deceptive, or any material that could damage or harm minors in any way; impersonate any person or entity or misrepresent their affiliation with a person or entity; forge headers or otherwise manipulate identifiers in order to disguise the origin of any material transmitted to or through the Website or impersonate another person or organization; interfere with or disrupt the Website or servers or networks connected to the Website, or disobey any requirements, procedures, policies or regulations of networks connected to the Website or probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures; intentionally or unintentionally violate any applicable local, state, national or international law or regulation; collect or store personal data about other users or viewers; license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Website or App; or modify, translate, make derivative works of, disassemble, duplicate, adapt, hack, decompile, reverse compile, modify or reverse engineer any part of the App or any software provided as part of the Service or to falsely imply that another website is associated with the Service, Smart Deskpal or any other Smart Deskpal service, except to the extent the foregoing restrictions are expressly permitted by applicable law.You also agree not to access the Website or App in a manner that utilizes the resources of the Website or App more heavily than would be the case for an individual person using a conventional web browser. If your bandwidth usage exceeds reasonable levels, or significantly exceeds the average bandwidth usage (as determined solely by Smart Deskpal) of other Smart Deskpal customers, we reserve the right to immediately disable your account and/or throttle your usage until you can reduce your bandwidth consumption. Notwithstanding the foregoing, operators of public search engines may use spiders or other bots for the purpose of creating publicly available searchable indices of the materials on this Website. License of Content to Smart Deskpal. By submitting, posting or displaying User Content on or through the Service, you grant us (and our agents) a non-exclusive, royalty-free, perpetual, irrevocable, worldwide, fully paid license (with the right to sublicense) to use, copy, modify, transmit, display and distribute such User Content (a) to the extent necessary to provide the Services; and (b) to create aggregated and anonymized market research statistics and insights in respect of the customers and industries that use Smart Deskpal. We will not share any Confidential Information, including end user data, with any third parties, except as set out in our Privacy Policy. Smart Deskpal will not be responsible or liable for any use of User Content in accordance with these Terms of Service. You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to any User Content that you submit. End User License. Except for User Content, the App, this Website, and the information and materials contained therein, are the property of Smart Deskpal and its licensors, and are protected from unauthorized copying and dissemination by copyright law, trademark law, and other intellectual property laws. Subject to these Terms of Service, Smart Deskpal grants you a non-transferable, non-transferable, non-exclusive, revocable license to (a) use the Website for your use, and (b) download, install and use one copy of the App on a mobile device that you own or control for your use (the “License”). Furthermore, with respect to any application accessed through or downloaded from the Apple App Store (an “App Store Sourced Application”), you will only use the App Store Sourced Application (i) on an Apple-branded product that runs the iOS (Apple’s proprietary operating system) and (ii) as permitted by the “Usage Rules” set forth in the Apple App Store Terms of Service. The App is licensed to you and not sold. Nothing in the Terms of Service gives you a right to use the Smart Deskpal names, trademarks, logos, domain names, and other distinctive brand features without our prior written consent. You shall not attempt to override or circumvent any of the usage rules or restrictions on the Website. Any future release, update, or other addition to functionality of the Website or App shall be subject to the terms of these Terms of Service. Feedback. If You provide Smart Deskpal with any suggestions, comments or other feedback relating to any aspect of the Website, App and/or Service (“Feedback”), Smart Deskpal may use such Feedback in the Website, App, Service and/or in any other Smart Deskpal products or services (collectively, “Smart Deskpal Offerings”). Accordingly, You agree that: (a) Smart Deskpal is not subject to any confidentiality obligations in respect to the Feedback, (b) the Feedback is not confidential or proprietary information of You or any third party and You have all of the necessary rights to disclose the Feedback to Smart Deskpal, (c) Smart Deskpal (including all of its successors and assigns and any successors and assigns of any of the Smart Deskpal Offerings) may freely use, reproduce, publicize, license, distribute, and otherwise commercialize Feedback in any Smart Deskpal Offerings, and (d) You are not entitled to receive any compensation or re-imbursement of any kind in respect of the Feedback. Advertising. You acknowledge and agree that the Website and App may contain advertisements. If You elect to have any business dealings with anyone whose products or services may be advertised on the Website or App, You acknowledge and agree that such dealings are solely between You and such advertiser and You further acknowledge and agree that Smart Deskpal shall not have any responsibility or liability for any losses or damages that You may incur as a result of any such dealings. Links & Third-Party Websites and Integrations; Contests. The Website and App (including User Content) may contain links to other websites that are not owned or controlled by Smart Deskpal or may make it possible for you to elect to use third party services with the Service where such third party service providers have integrated with the Service (“Third Party Integration Partners”). In no event shall any reference to any third party, third party product or service be construed as an approval or endorsement by Smart Deskpal of that third party, third party product or service. Smart Deskpal is also not responsible for the content of any linked websites or for the delivery of any product or service offered by third parties including Third Party Integration Partners. In order to receive access to a Third Party Integration Partner’s products or services, you will need, in most cases, to sign-up directly with the Third Party Integration Partner. For certain services offered by Third Party Integration Partners, you will be required to pay a fee to Smart Deskpal to turn on the third party service. Any third-party websites or services (including those offered by Third Party Integration Partners) are subject to the terms and conditions of those websites and or services and You are responsible for determining those terms and conditions and complying with them. The presence of a link to any other website(s) does not imply that Smart Deskpal endorses or accepts any responsibility for the content or use of such websites, and You hereby release Smart Deskpal from all liability and/damages that may arise from Your use of such websites or receipt of services from any such websites.While Smart Deskpal does not prohibit linking to third party websites and content, it does not wish to be linked to or from any third-party web site which contains, posts or transmits any of the prohibited content in Section 7 of these Terms of Service. Smart Deskpal reserves the right to prohibit or remove (or require You to remove) any link to the Website, including, without limitation, any link which contains or makes available any content or information of the foregoing nature, at any time.Smart Deskpal may from time to time offer promotions, sweepstakes, giveaways and contests on the Website. Participation in such initiatives requires your agreement to the contest rules that govern the specific promotional event. App Stores. You acknowledge and agree that the availability of the App and the Service is dependent on the third party from whom you received the App license, e.g., the Apple App Store or Google Play (each an “App Store”). You acknowledge that the Terms of Service are between you and Smart Deskpal and not with the App Store. Smart Deskpal, not the App Store, is solely responsible for the Website, App and Service, the content thereof, maintenance, support services, and warranty therefor, and addressing any claims relating thereto (e.g., product liability, legal compliance or intellectual property infringement). In order to use the App, you must have access to a wireless network, and you agree to pay all fees associated with such access. You also agree to pay all fees (if any) charged by the App Store in connection with the Website, App and Service. You agree to comply with, and your license to use the App is conditioned upon your compliance with, all applicable third-party terms of agreement (e.g., the App Store’s terms and policies) when using Website, App and Service. You acknowledge that the App Store (and its subsidiaries) are third-party beneficiaries of the Terms of Service and will have the right to enforce them. DISCLAIMER OF REPRESENTATIONS, WARRANTIES AND CONDITIONS. THE WEBSITE, SERVICE, APP AND ALL MATERIALS PROVIDED THEREIN ARE PROVIDED “AS IS” AND SMART DESKPAL DOES NOT WARRANT THAT THE SERVICES WILL MEET YOUR SPECIFIC REQUIREMENTS, THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, THAT RESULTS OBTAINED FROM USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE OR THAT ANY ERRORS IN THE SERVICE WILL BE CORRECTED. IN ADDITION, SMART DESKPAL SPECIFICALLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, EITHER EXPRESS, IMPLIED, STATUTORY, BY USAGE OF TRADE, COURSE OF DEALING OR OTHERWISE INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, TITLE, SATISFACTORY QUALITY OR FITNESS FOR A PARTICULAR PURPOSE. ANY INFORMATION OR MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, LOSS OF DATA, OR ANY OTHER LOSS THAT RESULTS FROM DOWNLOADING OR USING ANY SUCH MATERIAL. SMART DESKPAL DOES NOT WARRANT, ENDORSE, GUARANTEE, PROVIDE ANY CONDITIONS OR REPRESENTATIONS, OR ASSUME ANY RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY ANY THIRD PARTY THROUGH THE WEBSITE OR IN RESPECT TO ANY WEBSITE THAT CAN BE REACHED FROM A LINK ON THE WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING ON THE WEBSITE, AND SMART DESKPAL SHALL NOT BE A PARTY TO ANY TRANSACTION THAT YOU MAY ENTER INTO WITH ANY SUCH THIRD PARTY. SMART DESKPAL WILL NOT BE LIABLE FOR ANY TYPE OF CONTENT EXCHANGED BY MEANS OF THE SERVICE. LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES SHALL SMART DESKPAL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR OTHER DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, ANY DAMAGES THAT RESULT FROM (I) YOUR USE OF OR YOUR INABILITY TO USE THIS WEBSITE, APP OR THE SERVICE, (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS, DATA, INFORMATION OR SERVICES, (III) ERRORS, MISTAKES, OR INACCURACIES IN THE MATERIALS ON THE WEBSITE, OR (IV) ANY ERRORS OR OMISSIONS IN ANY MATERIAL ON THE WEBSITE OR ANY OTHER LOSS OR DAMAGE OF ANY KIND ARISING FROM OR RELATING TO YOUR USE OF THE WEBSITE. THESE LIMITATIONS SHALL APPLY EVEN IF SMART DESKPAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, SMART DESKPAL’S LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (A) ONE HUNDRED DOLLARS ($100) OR (B) AMOUNTS YOU’VE PAID SMART DESKPAL IN THE PRIOR 12 MONTHS (IF ANY). THE FOREGOING LIMITATIONS SHALL APPLY TO THE FULLEST EXTENSION PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. INDEMNIFICATION. YOU SHALL INDEMNIFY AND HOLD SMART DESKPAL AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, AGENTS, AND EMPLOYEES, HARMLESS FROM ALL CLAIMS, ACTIONS, PROCEEDINGS, DEMANDS, DAMAGES, LOSSES, COSTS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES), INCURRED IN CONNECTION WITH ANY MATERIALS SUBMITTED, POSTED, TRANSMITTED OR MADE AVAILABLE BY YOU THROUGH THE SERVICE AND/OR ANY VIOLATION BY YOU OF THESE TERMS OF SERVICE, THE RIGHTS OF ANY THIRD PARTY, OR ANY APPLICABLE LAW OR REGULATION. This provision does not require you to indemnify Smart Deskpal for any unconscionable commercial practice by Smart Deskpal or for Smart Deskpal’s fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Website or any Services provided hereunder. Termination. You are solely responsible for properly cancelling your account. You can cancel your account at any time by calling us and notifying us of your desire to cancel your account. However, please see Section 2 above for details that the effect of cancellation has on your payment obligations. Smart Deskpal may, under certain circumstances and without prior notice, immediately terminate Your ability to access the Website or App or portions thereof. Cause for such termination shall include, but not be limited to, (a) breaches or violations of these Terms of Service or any other agreement that You may have with Smart Deskpal (including, without limitation, non-payment of any fees owed in connection with the website or otherwise owed by You to Smart Deskpal), (b) requests by law enforcement or other government agencies, (c) a request by the Account Owner, (d) discontinuance or material modification to the website (or any part thereof), (e) unexpected technical, security or legal issues or problems, and/or (f) participation by You, directly or indirectly, in fraudulent or illegal activities; or (g) verbal, physical, written or other abuse (including threats of abuse or retribution) of any Smart Deskpal customer, employee, member or officer will result in immediate termination of Your account. Termination of Your access to the Website or App may also include removal of some or all of the materials uploaded by You. You acknowledge and agree that all terminations may be made by Smart Deskpal in its sole discretion and that Smart Deskpal shall not be liable to You or any third-party for any termination of Your access to the Website or App or for the removal of any of the materials uploaded by You to the Website. Any termination of these Terms of Service by Smart Deskpal shall be in addition to any and all other rights and remedies that Smart Deskpal may have. Availability & Updates. Smart Deskpal may alter, suspend, or discontinue the Website, App and/or Service at any time and for any reason or no reason, without notice, but will endeavor to provide notice of the same. The Website, App and/or Service may be unavailable from time to time due to maintenance or malfunction of computer or network equipment or other reasons. Smart Deskpal may periodically add or update the information and materials on this Website without notice. You may need to update third-party software from time to time in order to use the Website, App and/or Service. Security. Information sent or received over the Internet is generally unsecure and Smart Deskpal cannot and does not make any representation or warranty concerning security of any communication to or from the Website or any representation or warranty regarding the interception by third parties of personal or other information. You understand that the technical processing and transmission of the Service, including your Content, may be transferred unencrypted and involve: (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. You are responsible for safeguarding the password that you use to access the Service and you are responsible for any activities or actions under your password. You agree to keep your password secure. If you create an account on behalf of a corporation or entity, you are responsible for any actions of administrative users you add to your account and you are liable for any payment obligations that they incur for example by selecting specific paid features or services. Log-ins are intended for one user only and are not to be shared by multiple users. Smart Deskpal will not be liable for any loss or damage arising from your failure to comply with these requirements. Confidentiality. “Confidential Information” means information of a party (“Disclosing Party”) that the other party (“Receiving Party”) receives in connection with the Services, which based on the circumstances under which it was disclosed, a reasonable person would believe to be confidential to the Disclosing Party, including, without limitation, customer information, transactional information and any other non-public content posted, transmitted or accessed through the Services. A Receiving Party shall (i) limit access and use of Disclosing Party’s Confidential Information to those of Receiving Party’s employees and agents that require such access and use in connection with the Services; (ii) not disclose Disclosing Party’s Confidential Information to third parties, unless authorized under this Section of the Terms; (iii) protect the Disclosing Party’s Confidential Information as it protects its own Confidential Information, but in any event with not less than a reasonable degree of care; and (iv) not use the Disclosing Party’s Confidential Information for any purpose except as required to perform its obligations hereunder or as otherwise specifically permitted hereunder. Nothing in this Section shall prevent a Receiving Party from disclosing Confidential Information to a third party to the extent that such Confidential Information is: (i) previously known to the Receiving Party prior to disclosure by the Disclosing Party, without any obligation of confidentiality; (ii) publicly known or becomes publicly known through no breach of this Agreement by the Receiving Party; (iii) rightfully received from a third party under no confidentiality obligation with respect to the Confidential Information; or (iv) independently developed by the Receiving Party without use of the Disclosing Party’s Confidential Information. In addition, Confidential Information may be disclosed to governments and their agencies under lawful order or judicial order. In the event that Smart Deskpal receives a request or order to release your Confidential Information, we will notify You promptly (to the extent permitted by law), so that You may seek a protective order to prevent the disclosure of your Confidential Information. Responses to Law Enforcement. Smart Deskpal will respond to all valid, legal requests to the extent permitted by our Terms of Service and Privacy Policy and Canadian law. All requests for disclosure of user information and account information should be directed to Smart Deskpal and marked “Legal” to our offices at 2830 E. Brown Rd #9 Mesa, AZ 85213 with a copy to info@Smart Deskpal.com. A valid legal request will take the form of: A valid police request in the case of disclosure of basic subscriber information in relation to alleged crimes such as fraud by such subscribers. A binding court order compelling disclosure of certain records such as subscriber records and account details but not contents of communications; and/or A search warrant where contents of communications are sought Unless prohibited by applicable law or where the court order, subpoena or warrant requires no notification or delayed notification, Smart Deskpal may notify affected users when we receive legal process from a third party requesting that user’s data. Smart Deskpal may choose not to notify a user if Smart Deskpal deems, in its sole discretion that providing notice would be ineffective, prejudicial or might create a risk of injury or bodily harm to an individual or group, or to our property. Dispute Resolution. Please read the following arbitration agreement in this Section (“Arbitration Agreement”) carefully.  It requires you to arbitrate disputes with Smart Deskpal and limits the manner in which you can seek relief from us. Applicability of Arbitration Agreement. You agree that any dispute or claim relating in any way to your access or use of the Website, to any products sold or distributed through the Website, or to any aspect of your relationship with Smart Deskpal, will be resolved by binding arbitration, rather than in court, except that (1) you may assert claims in small claims court if your claims qualify; and (2) you or Smart Deskpal may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall apply, without limitation, to all claims that arose or were asserted before the Effective Date of this Agreement or any prior version of this Agreement. Arbitration Rules and Forum. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to our registered agent [include name and address of registered agent here]. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider.   Disputes involving claims and counterclaims under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other claims shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at www.jamsadr.com or by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing and/or other fees and cannot obtain a waiver from JAMS, Smart Deskpal will pay them for you. In addition, Smart Deskpal will reimburse all such JAMS’s filing, administrative, hearing and/or other fees for claims totaling less than $10,000 unless the arbitrator determines the claims are frivolous. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the country where you live or at another mutually agreed location. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Authority of Arbitrator. The arbitrator shall have exclusive authority to (a) determine the scope and enforceability of this Arbitration Agreement and (b) resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any, of you and Smart Deskpal. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties.  The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and the Agreement (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded.  The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have.  The award of the arbitrator is final and binding upon you and us. Waiver of Jury Trial.  YOU AND SMART DESKPAL HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Smart Deskpal are instead electing that all claims and disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in Section 21(a) above.  An arbitrator can award on an individual basis the same damages and relief as a court and must follow this Agreement as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review. Waiver of Class or Other Non-Individualized Relief.  ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS OR COLLECTIVE BASIS, ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If a decision is issued stating that applicable law precludes enforcement of any of this subsection’s limitations as to a given claim for relief, then claim must be severed from the arbitration and brought into the Provincial or Federal Courts located in the Province of Alberta. All other claims shall be arbitrated. 30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to the following address: 2830 E. Brown Rd #9 Mesa, AZ 85213 within 30 days after first becoming subject to this Arbitration Agreement and by email to Smart Deskpal at info@Smart Deskpal.com. Your notice must include your name and address, your Smart Deskpal username (if any), the email address you used to set up your Smart Deskpal account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us. Severability. Except as provided in subsection 21(f), if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect. Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with Smart Deskpal. Modification. Notwithstanding any provision in this Agreement to the contrary, we agree that if Smart Deskpal makes any future material change to this Arbitration Agreement, you may reject that change within thirty (30 days of such change becoming effective by writing Smart Deskpal at the following address: 2830 E. Brown Rd #9 Mesa, AZ 85213 General. These Terms of Service, together with the Smart Deskpal Privacy Policy, constitutes the entire agreement between the parties relating to the Website and Service and all related activities. These Terms of Service shall not be modified except in writing signed by both parties or by a new posting of these Terms of Service issued by Smart Deskpal. If any part of these Terms of Service is held to be unlawful, void, or unenforceable, that part shall be deemed severed and shall not affect the validity and enforce-ability of the remaining provisions. The failure of Smart Deskpal to exercise or enforce any right or provision under these Terms of Service shall not constitute a waiver of such right or provision. Any waiver of any right or provision by Smart Deskpal must be in writing and shall only apply to the specific instance identified in such writing. You may not assign the Terms of Service, or any rights or licenses granted hereunder, whether voluntarily, by operation of law, or otherwise without Smart Deskpal’s prior written consent. We may assign these Terms of Service without restriction. If you have any questions about these Terms of Service or if you wish to make any complaint or claim with respect to the Website, App or Service, please contact us at: info@Smart Deskpal.com. ACCEPTABLE USE OF OUR SERVICE Certain uses of our Service our inconsistent with our mission to improve the experience of our Pros. The following activities are prohibited: 1. Child exploitation: You may not post or upload Materials that exploit or abuse children, including but not limited to images or depictions of child abuse or sexual abuse, or that present children in a sexual manner. 2. Harassment, bullying, defamation and threats: You may not post or upload Materials that harass, bully, defame or threaten any person. 3. Hateful content: You may not use the Service to promote or condone hate or violence against people based on race, ethnicity, color, national origin, religion, age, gender, sexual orientation, disability, medical condition, veteran status or other forms of discrimination. You may not use the Service to promote or support organizations, platforms or people that: (i) promote or condone such hate; or (ii) threaten or condone violence to further a cause. 4. Illegal activities: You may not post or upload Materials that violate any applicable laws. 5. Privacy or Intellectual property: You may not post or upload Materials that infringe on the privacy or intellectual property rights of others. 6. Obscene or offensive content. You may not post or upload any Materials that we find in our sole discretion to be obscene, indecent or offensive in any way. 7. Malicious and deceptive practices: You may not use the Service to transmit malware or host phishing pages. You may not perform activities or upload or distribute Materials that harm or disrupt the operation of the Service or other infrastructure of Smart Deskpal or others, including any of our third party providers. You may not use the Service for deceptive practices or activities. 8. Personally identifiable or confidential information. You may not post or upload any Materials that contain personally identifiable information, sensitive personal information, or confidential information, such as credit card numbers, or account passwords unless you have consent from the person to whom the information belongs or who is otherwise authorized to provide such consent. 9. Self-harm: You may not offer goods or services, or post or upload Materials that promote self-harm. 10. Spam: You may not use the Services to transmit unsolicited commercial electronic messages. 11. Terrorist organizations: You may not offer goods or services, or post or upload Materials that imply or promote support or funding of, or membership in, a terrorist organization. We may, at any time and without notice, remove any Materials, and suspend or terminate your Account or your access to the Service if you engage in activities that violate this Agreement. SMS NOTIFICATION, CHAT, AND PHONE NUMBER Default phone number We will provide a default notification phone number for your business. Based on your configuration of the Services, you will send job related notifications to your customers from this phone number when notifications are turned on. Customers will not be able to respond to messages that you send from this default number. You agree that you are the sender of these communications, not Smart Deskpal. You also agree that Smart Deskpal is not liable to you, your employees or independent contractors, or your potential or actual customers for any such communications. You further agree that you will indemnify and hold harmless Smart Deskpal from any claims that these communications violate any federal or state law or regulation. LICENSE Subject to User’s compliance with this Agreement, Smart Deskpal hereby grants User a non-exclusive, non-transferable right to access and use the Service, solely in the conduct of User’s normal course of business, and in accordance with this Agreement. User understands and agrees that the Service is provided under license to User, not being sold to User, and User does not gain any ownership interest of any kind in the Service under this Agreement. Smart Deskpal will not be liable if, for any reason, all or any part of the Service is unavailable at any time or for any period. From time to time, Smart Deskpal may restrict access to some parts of the Service, or the entire Service, to User. Smart Deskpal does not make any representations or guarantees regarding uptime or availability of the Service. SERVICE DATA YOU PROVIDE AS A PRO To use the Service, You may be required to provide to us, directly or indirectly, with the following types of information (which shall be referred to collectively as “Service Data”): Business Profile We require Pros to complete a profile (“Business Profile”). We do not review or verify the information or representations set forth in Business Profiles. Users warrant that the information they submit in creating an account or generating a Business Profile is complete, accurate and current. Licenses Pros are requested to post licensing information in their Business Profile. Different jurisdictions may require state and/or local (county or municipal) level licensing for certain services, work, and/or project amounts. Users warrant that the licensing or other qualification information they submit is complete, accurate and current. Insurance and Bonding Pros may post information and documents concerning insurance policies and/or bonds covering their operations. While we do not verify this information, Users warrant that the insurance, bonding or other coverage information they submit is complete, accurate and current. Customer Data Individual customer data entered or imported by Pros shall remain the property of the Pro. User grants Smart Deskpal and its affiliates and service providers the right to use, reproduce, modify, perform, display, distribute and otherwise disclose to third parties any such customer data as may be necessary to provide the Service. Service Pricing Data Service pricing data entered or imported by Pros shall remain the property of the Pro. We will not share the individual price data with a third party without the consent of the Pro. Feedback In the event that you provide us with any feedback regarding the Service, including without limitation, any flaws, errors, bugs, anomalies, problems with and/or suggestions for the service or the Service (“Feedback”), you hereby assign to us all rights, including intellectual property rights, in the Feedback, including but not limited to, the right to use such Feedback and related information in any manner we deem appropriate. Login information You are responsible for maintaining the confidentiality of your account password. You are also responsible for all activities that occur in connection with your account. You agree to notify us immediately of any unauthorized use of your account. User is responsible and liable for: (i) User’s conduct; and (ii) any use of the Service through User’s information technology systems or environment, whether authorized or not. We have the right to disable any user name, password, or other identifier, whether chosen by User or provided by Smart Deskpal, at any time if, in our opinion, User has violated any provision of this Agreement. HOW WE USE SERVICE DATA We may use Service Data to operate our Service, as well as to create relevant new offerings. Such use is subject to our rights and obligations set forth in our most current privacy policy in effect as posted at www.smartdeskpal.com/privacy. Examples of use may include, without limitation, the following: 1. Provide relevant data to our Service and third-party applications (“Apps”) that utilize functionality from Your account to fulfill their services; 2. Send communications on Your behalf to effect the intended purposes of the applicable Service, e.g., sending job scheduling emails, sending en-route text notifications, offering Your marketing promotions; 3. Make Your services available on our and third-party Booking Services that You authorize; 4. Generate invoices to You and collect payment thereon; 5. Verify Your identity and prevent fraud or other unauthorized or illegal activity; 6. Analyze and create anonymized aggregate industry trends and analytics to improve the product and create new features; 7. Provide customer support to You; 8. Use the names, trademarks, service marks and logos associated with Your company to promote the Service; 9. And any other use that we, or a third-party App, describe at the point where we collect data or information with Your consent. Aggregated & Statistical Service Data Rights. Notwithstanding any other provision of this Agreement, Smart Deskpal shall own all right, title and interest to any anonymized aggregated and statistical data created, generated and/or derived from the Service Data and use of the Service. If Smart Deskpal does not automatically own any anonymized aggregated and statistical data upon its creation, You hereby assign all right, title and interest, including intellectual property rights, in and to such aggregated and statistical data to Smart Deskpal. We also reserve the right to use any version of your website from our Website Builder service (or any part thereof) for any of our marketing or promotional activities, online or offline, and to modify it as reasonably required for such purposes, and you hereby waive any claims against us or anyone acting on our behalf relating to any past, present or future moral rights, artists’ rights or any other rights you may have in or to such content with respect to such uses. COMMUNICATING WITH YOU You authorize Smart Deskpal, inclusive of its agents, affiliates and independent contractors, to contact you at the email address or telephone number that you have provided to Smart Deskpal for advertisement, telemarketing, solicitation or other purposes, using a pre-recorded voice to deliver a message, or texting you. You also agree that all information you provide to register with the Service is governed by our Privacy Policy, and you consent to all actions Smart Deskpal takes with respect to your information consistent with its Privacy Policy. Where it is permitted by law, Smart Deskpal may rely on implied consent. Restrictions and limitations If we have reasonable suspicion of misuse, we may temporarily suspend or deactivate your phone number functionality for any period of time, in our discretion. CONSENT TO RECEIVE MESSAGES FROM US You authorize Smart Deskpal, inclusive of its agents, affiliates and independent contractors, to contact you at the email address or telephone number that you have provided to Smart Deskpal for advertisement, telemarketing, solicitation or other purposes, using an automatic telephone dialing system or a pre-recorded voice to deliver a message. SECURITY We have implemented technical and organizational measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized third parties will not be able to defeat those measures or use your personal information for improper purposes. You acknowledge that you provide such information at your own risk. JURISDICTION AND CHOICE OF LAW This Agreement is governed by and construed in accordance with the laws of the State of Arizona, without giving effect to any choice or conflict of law provision or rule. If there is any legal suit, action, proceeding or other dispute arising out of this Agreement or the use of the Service, by using the Service you expressly agree that any such dispute shall be governed by the laws of the State of Arizona, wit